Articles

Practical commentary on securities law, exempt market compliance, fund formation, investor reporting, and private capital markets.

Articles in category: Fund Formation Basics

Apr 17, 2026

The Offering Memorandum Exemption in Ontario

Ontario, Canada’s offering memorandum (OM) exemption under NI 45-106 can broaden access to capital beyond accredited investors, but it requires disciplined disclosure, careful marketing controls, and reliable closing and filing processes. This guide explains the legal framework in Ontario, key definitions and limits, practical steps to run an OM offering, and common regulatory focus areas.

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Feb 6, 2026

Setting up a Limited Partnership (GP/LP) Investment Fund in Ontario

A GP/LP limited partnership is the most common structure for private investment funds in Ontario, Canada. This article explains how Ontario partnership law, NI 45-106 prospectus exemptions, NI 31-103 registration rules, and practical compliance expectations fit together when forming, marketing, and operating an LP-based fund.

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Jan 30, 2026

Setting up a Real Estate Investment Trust (REIT) in Ontario

A Real Estate Investment Trust (REIT) can be an efficient vehicle for pooling capital for income-producing real estate, but it requires careful structuring under trust law, Canadian tax rules, and Ontario securities regulation. This article explains how REIT formation and operations work in Ontario, Canada, including requirements under the Income Tax Act (Canada), NI 45-106, and NI 31-103.

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Jan 23, 2026

Setting up a Mutual Fund Trust (MFT) in Ontario

A mutual fund trust (MFT) can be a flexible and tax-efficient structure for pooled investments in Ontario, Canada, but it brings stronger securities and disclosure expectations than many private fund vehicles. This guide explains how trust law, NI 45-106 exemptions, NI 31-103 registration, and Income Tax Act (Canada) requirements fit together in practice.

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Jan 16, 2026

Setting up a Mortgage Investment Corporation (MIC) in Ontario

A mortgage investment corporation (MIC) can be an efficient vehicle for pooling capital for mortgage lending, but it requires careful alignment of tax qualification rules, Ontario securities regulation, and, in some cases, FSRA licensing under the MBLAA. This guide explains MIC formation, fundraising under NI 45-106, registration analysis under NI 31-103, and practical compliance considerations.

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Jan 9, 2026

How to Launch a Private Investment Fund in Ontario

Launching a private investment fund in Ontario, Canada requires careful planning around structure, prospectus exemptions, registration obligations, and ongoing compliance. This guide explains how Ontario securities law applies to private funds, with practical discussion of National Instrument 45-106, National Instrument 31-103, and common regulatory issues faced by fund sponsors.

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